TERMS OF SERVICE – AIVALS AI COACH

These Terms of Service ("Terms") govern your access to and use of the AIVALS AI Coach platform (the "Service"), an AI-powered employee training and coaching solution provided by AIVALS PTE. LTD., a company incorporated in Singapore with its registered office at 10 Anson Road, #26-08A, International Plaza, Singapore 079903 ("AIVALS", "we", "us", or "our").

The Service is designed for enterprise clients to train employees through simulated scenarios (e.g., sales role-play, leadership coaching, presentation practice). By using the Service—whether as an administrator, manager, or employee—you agree to be bound by these Terms and our Privacy Notice, and forms an integral part of these Terms.

These Terms are governed by and construed in accordance with the laws of the Republic of Singapore, without regard to conflict-of-law principles. Any dispute shall be submitted to the exclusive jurisdiction of the courts of Singapore, except where mandatory local law requires otherwise.

• Enterprise Clients: Organizations that purchase licenses to deploy the Service internally.
• Administrators: Designated client personnel who manage user accounts, assign modules, and view aggregated analytics.
• Employees: End users participating in coaching sessions. Employees must be informed by their employer about data collection practices.

You represent that you have authority to bind your organization if acting on its behalf.

Subject to payment and compliance with these Terms, AIVALS grants the enterprise client a non-exclusive, non-transferable, worldwide license to allow authorized employees to use the Service during the subscription term. The license does not include rights to sublicense, modify, or create derivative works.

You may use the Service solely for internal employee development purposes. You shall not:

• Use the Service to monitor employees beyond declared training objectives;
• Attempt to extract, reverse-engineer, or misuse AI feedback models;
• Share login credentials outside your organization;
• Use automated tools (e.g., bots, scrapers) to interact with the Service;
• Upload or transmit malicious code, spam, or infringing content;
• Impersonate another person or misrepresent your identity;
• Circumvent technical measures or interfere with Service operation.

Violations may result in immediate suspension or termination of access.

All rights, title, and interest in the Service—including software, algorithms, user interfaces, trademarks, training scenarios, and AI models—are owned by AIVALS or its licensors. These Terms grant you a limited, non-exclusive, non-transferable license to use the Service solely as permitted herein. No ownership rights are transferred. Feedback generated by the AI (e.g., "Your tone lacked confidence") is licensed to the client for internal workforce development use only.

Your use of the Service is subject to our Privacy Notice, which describes how we collect, use, disclose, and protect personal data. By using the Service, you acknowledge and consent to such processing as outlined in that notice.

Enterprise clients acknowledge they are data controllers (under applicable data protection laws) for their employees' personal data, while AIVALS acts as a data processor. Clients must obtain necessary consents or rely on lawful bases (e.g., legitimate interest in workforce development) before enrolling employees.

The Service may integrate with third-party platforms (e.g., HRIS systems, learning management systems, cloud providers). We are not responsible for their practices. Their terms and privacy policies apply separately.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

1. AIVALS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING LOST PROFITS, LOST TRAINING OPPORTUNITIES, OR BUSINESS INTERRUPTION), EVEN IF ADVISED OF THE POSSIBILITY THEREOF.

2. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE USE OF THE SERVICE SHALL NOT EXCEED:

   • (i) THE AMOUNT PAID BY YOU TO AIVALS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR
   • (ii) IF YOU ARE USING THE SERVICE UNDER A FREE TRIAL OR AT NO COST, SGD 500 (APPROX. USD 375).

3. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO:

   • BREACHES OF CONFIDENTIALITY;
   • INDEMNIFICATION OBLIGATIONS;
   • LIABILITY ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT;
   • OR WHERE PROHIBITED BY MANDATORY LAW (E.G., CONSUMER RIGHTS UNDER EU LAW).

You agree to indemnify and hold harmless AIVALS, its affiliates, officers, and employees from any claims, damages, or expenses (including legal fees) arising from your breach of these Terms, your failure to obtain required employee consents, or misuse of the Service.

These Terms remain in effect while you use the Service. We may suspend or terminate your access at any time for violation of these Terms or for operational reasons. Upon termination, your right to use the Service ceases immediately.

For enterprise clients, the initial subscription term is as specified in the order form, auto-renewing unless either party provides 30 days' written notice prior to renewal. Upon termination, clients may request a final export of their data in standard format (e.g., CSV, JSON). Employee data will be securely deleted within 90 days unless retention is required by law.

We may update these Terms periodically. The "Last Updated" date will be revised accordingly. If changes are material, we will provide reasonable notice (e.g., via email or in-app notification). Continued use after such notice constitutes acceptance.

These Terms are governed by and construed in accordance with the laws of the Republic of Singapore, without regard to conflict-of-law principles. Any dispute shall be submitted to the exclusive jurisdiction of the Singapore courts, except where mandatory local law requires otherwise (e.g., EU consumers may retain rights under local consumer protection laws).